Last checked at 11 May 2012 16:21
BLUE PLANET FINANCIALS GROWTH & INCOME INVESTMENT TRUSTS NOs (1-10) PLC (together "G&I" and each a "G&I Trust")
Merger Update
The Board is pleased to report that shareholders of G&I, Blue Planet International Financials Investment Trust plc ("International") and Blue Planet Worldwide Financials Investment Trust plc ("Worldwide") have overwhelmingly voted in favour of the merger of the companies ("the Merger") with over 98% of the votes cast at the first general meetings of the three companies which took place on 19 April 2012, being in favour of it.
However, before the Merger can be completed International must first restructure its share capital and split each of its 50p ordinary shares into a 1p ordinary share and a 49p deferred share. A meeting of International's shareholders will shortly be convened to consider the resolution necessary to give effect to this. The meeting is expected to be held in early June 2012 (the "International Meeting"). International's largest shareholders (who accounted for 95% of the votes cast at the general meeting on 19 April 2012) have given irrevocable commitments to vote in favour of the resolution. Consequently, the board is confident that it will be passed.
The meetings of G&I which were adjourned on 27 April 2012 and again on 9 May 2012 will now be held from 12.00 noon to 12.45pm on 18 May 2012 (the "Adjourned Meetings") (this being the latest date on which the meetings can be held in accordance with the Insolvency Act 1986). The Adjourned Meetings will consider a special resolution to put each G&I Trust into liquidation immediately. However, the Merger cannot be completed unless and until the resolution proposed at the International Meeting which is expected to be held in early June 2012 has been passed. Consequently, there is a risk, albeit a small one, that if the resolution proposed at the International Meeting is not passed then the G&I Trusts will be wound up and the Merger will not take place. The directors need to draw your attention to that risk even though we do not think that such an outcome is likely.
In respect of the Adjourned Meetings, the proxies received from Shareholders to date have been overwhelmingly in support. These proxies will continue to be effective, however, new or amended proxies will also be accepted until 12:45pm on 16 May 2012 (this being 48 hours prior to the reconvened date of the meetings). Additional forms of proxy or letters of direction (as the case may be) can be obtained by contacting G&I's registrar on 0871 664 0321.
As a result of this delay to the Merger, the record date and calculation date for the Merger are expected to move to the day before the International Meeting. If, as expected, the Merger completes in early June 2012, International shares will be issued to Shareholders on the date of the International Meeting and it is expected that these will be admitted to trading the following business day and with new share certificates being dispatched approximately seven days thereafter. Cancellation of the listing of G&I's shares is, therefore, expected to take effect on 20 June 2012.
Company secretary and administrator for G&I:Blue Planet Investment Advisers LtdTelephone: +44 (0)131 466 6666Email: info@bpia.eu